Max Powers
by Be Obscene
Summary: Maxine Black is an unnoticed secretary at a laboratory until she gets exposed to a science experiment making her a a superhero knockout. Max/Caroline story. Sexual content. Please review!
1. Chapter 1

**Max Black develops super powers and uses them to win her crush Caroline Channing. In this chapter she is an unnoticed secretary at a** **laboratory and stumbles into something she'll wish she hadn't.**

"Out of the way!", Professor Michaels shouted as a crew worker rolled in a large oil drum. Maxine Black had to move quickly out of the way, almost dropping the papers she was carrying. "What are you doing out of your desk?"

"I was just…sorry, Professor", she ran back to her chair. Maxine wasn't exactly popular at the office, she wasn't ugly or anything, she was about as normal as any other girl who worked on the phone all day. She worked as a secretary at Michaels and Greene's lab for nearly four years now and almost no one knew she existed there. Maybe it was the glasses she wore, or how she had her hair, the fact she wore little makeup, not a large breast size, but probably because she hardly spoke to any of the other employees, not that they would want to anyway.

"Oh, good, it's here", Caroline Channing said, rushing over to the drum. Caroline Channing was a scientist and Professor Michaels' new assistant, she was a beautiful young woman who seemed to enjoy her work and eager to assist Professor Michaels in just about anything; there had been rumours that Michaels only hired her because he had a thing for blondes. She greeted Maxine every morning and even asked her to lunch some times but Maxine was a little shy to accept her offer. Maxine had kind of a crush of Caroline, she had never had thoughts of being with another woman before, she never thought of herself as a lesbian but the idea did make her aroused.

She watched the scientists take the drum into the elevator, she had no idea what it was, just that it was top secret for their research. Everything was kept in the dark here, especially to low level employees like Maxine, the top floor labs were restricted, you had to have key cards and memorize pass codes in order to have clearance and they changed their pass codes often.

"Hey, Maxine!"

"Um, hi", she said to familiar face, Robbie, the daytime janitor.

"Hows about that date?" She could help but laugh, unfortunately it resulted in a snort; everyday he would ask her out on a date, knowing she would always refuse but said that one day she would say yes. "Or maybe you want to date Miss Channing?"

She stopped laughing and looked at him seriously, "W-what?"

"I've seen you looking at her like you're in a daze, it's pretty obvious what's going on."

"That's ridiculous, Robbie!"

"It would be pretty hot but I think she's with Michaels."

"But Michaels is a married man."

"Not for much longer, just has to get around to signing those divorce papers." Max rolled her eyes, the thought of Caroline and Michaels made her sick. "I'm going to get you on a date one of these days."

"Yeah, in your dreams!", she laughed. The rest of her day went by pretty standard, dozens of phone calls, answering questions and dealing with people who had meetings. She had her head down at one point, taking a break from the hustle, to her shock, Miss Channing was standing in front of her desk.

"Hi, I was just heading out for lunch. Want to join me?"

Maxine's looked huge in those plastic lenses, she wasn't sure if she could remember how to talk, "Sure." She had no idea what possessed her to answer.

"Great! I packed my lunch, I thought we could sit outside by the pond", she said with that irresistible smile. Maxine's heart was beating like jackhammer.

"Okay! I'll join you in a minute!", her voice was about a hundred octaves too high but Caroline didn't seem to mind. She for her stuff from the fridge, an egg salad sandwich and water, she had been trying to lose some weight, but it was hard for her, not that she was fat she was of average build for a woman her age. Caroline brought a sale and strawberries. The pond they went to was a pleasant sight, they could get a view from most of the downtown area, not that Maxine cared where they went. When Maxine asked how work was, all she could talk about was the new thing that was being worked on in the lab and how it was break through, Maxine really couldn't pay attention when she was eating those strawberries.

"That's really interesting, Miss Channing."

"Call me Caroline, please."

"Oh, sorry."

"You don't need to apologize."

There was a brief moment when Max thought this was her chance to sneak a kiss but Caroline got up from their bench, reminding her that their lunch was coming to a quick end. Maxine looked forward to this becoming a thing, even if she couldn't make Caroline her girlfriend, maybe she could be her friend. At the end of the day things got weird, she saw a truck in the back alley behind the lab and there were a group of men loading something in a hurry. The truck bolted out of there, she wasn't sure if she should tell someone, she wan't sure if they had clearance or not. The truck drove past her, something fell off the back, a small tube of some sort with green liquid. She ran over and picked up the tube, not realizing the tube had a crack in it, she had no idea what it was. "AHH!", she cut her hand on the glass, some of the liquid mixed into her blood, it burned. Max dropped the tube and made her way to her bus.

Once home she bandaged her hand, she wasn't sure it was that bad, despite the fact it was an unknown chemical from work, it started not to feel that bad. She went to sleep and was in a heavy slumber. Her alarm clock went off, she was having such a great sleep she just didn't want it to end. She slammed her hand down on the alarm clock flashing 7:00AM. Something was weird though, her hand went right through it, she lifted her head to see that she crushed her alarm clock, her hand treated it like paper. Something else was off, she was sweating all over and she could feel extra weight on her chest. She pulled the covers and saw that she had two large breasts stretching out her shirt. This was either a triply dream or a frightening reality. She had no bras or anything that would conceal them.

 **What do you think? Want to see more? Please review.**


	2. Chapter 2

**Maxine and Caroline do a little bonding ;) Please review!**

Maxine wasn't sure what she was going to do, she looked at herself in the mirror, her shirt was ridiculously stretched out by these behemoths on her chest. She had no bras big enough for support, she needed to think fast. She had a long coat that could at the very least shield her new figure from the world; she had to admit though, what she saw in the mirror on her nightstand.

"Well, hello there, sexy!", Max said aloud. She was impressed by the shape of her body, not quite hourglass, she still had an average frame, not quite as heavy as she looked before though. She could even see some muscle, it was as if she had juiced the night before, but then she remembered. Those men, that tuck, the glass tube of stuff. She no longer had a cut on her hand, it had healed miraculously without leaving a scar.

There was a huge problem. Two and they were on her chest. She needed some covering. No bra now but she could squeeze into a top and throw a jacket on even though it wasn't exactly chilly. She wasn't sure if she wanted to get any attention, after all she was actually getting used to being unnoticed. She would just wear baggier clothes and no one would notice the difference. She wore a large brown coat into work, nobody paid her any attention just like any other day. People came in and didn't say a word, Maxine didn't take off the coat, she was sweating more and more as the morning went on.

"Hi, Maxine!"

"Caroline, Hi!"

"You look different…", she had that signature smile of hers and looking Maxine up and down, "Oh, you're not wearing your glasses. Did you get contacts?"

She had completely forgotten to put on her glasses, she could see what must have been 20/20.

"It's warm in here, why are you still wearing a coat?"

Maxine couldn't do much to disguise the sweat pouring down her forehead and neck, "Really? I find it just right."

Caroline laughed, "Come on, let's get that off of you!", she stood Maxine up, she of course objected.

"No, really, I'm fine!"

"Come on, you're sweating like crazy!", she removed her coat, forcing it off violently, lucky enough not to tear it. The blouse Max had on was tearing at the seams, it's as if they had gotten bigger, and they had already started as double D's. Caroline was in awe but also a little appalled that Maxine wasn't wearing a bra underneath. The buttons to the blouse were ready to shoot off, Max looked like this tight top was torturing her. "Wait, you got breast implants?" Caroline folded her arms.

"What, no, these are all me…at least I think they are", Maxine looked down at her breasts in distress, "I had nothing that could fit me, I didn't want anyone to see, it's kind of embarrassing."

"Yeah, sure, embarrassing…", Caroline rolled her eyes, "You must give me the name of your doctor."

"I could never afford breast implants!", she grabbed Caroline's hands.

"What are you doing?"

"Feel for yourself!"

"This is ridiculous! Besides, I have to be upstairs."

"I'll take it off right here. I'm not sure how it happened but I have a new chest and the rest of me seems to be changing too." She pulled Caroline into the washroom and removed the blouse, Caroline's mouth opened wide. Maxine's breasts were flawless, probably the best Caroline had ever seen, bouncy, firm, with dark brown nipples. "See, no scars or anything." Caroline felt up her chest, squeezing the flesh in her hands, smiling like a mad doctor in the process. She lifted both breasts, massaged them much to Maxine's delight, it was like everything she had fantasized Caroline doing.

"I want to run some tests", Caroline said, she cleared her throat, "That is, if you're comfortable with that."

"Sure…and please, you don't have to call me Maxine, you can call me Max…it's what my friends call me."

"Okay, Max, please let me take you shopping. I want to help you out."

Max wanted to say it was a date but was still to nervous in front of Caroline to do that. Caroline took her out shopping, skipping out to lunch early as if they were high school students. The shop they found had a lot of sexy lingerie and Max was eager to try it on. "It'll be a whole new you."

Max spotted a spandex outfit but wasn't sure what it was for. She tried on a bunch of bras, tight jeans for her now well endowed ass and thighs and tops that little to nothing to the imagination. Caroline was nice enough to putt these items on her credit cards, "Are you sure it's okay?"

"Yes, it's what they're for!"

They didn't have much time left, so Caroline decided to take a shortcut through a back alley even though Max didn't think it was exactly a smart idea, Caroline held her hand but then as they walked further she let Max slide her arm into hers; Max wasn't exactly sure if this chick was seriously into her or just being friendly.

"Hey, where you fine ladies coming from? Those sure are some nice clothes", a hooded individual said, he had something building out of his pants pocket, Max knew somehow it was a switch blade and he wasn't alone either, something told her there were three other men just as scary as him about to come running behind them in about 2 seconds.

 **More to come!**


	3. Chapter 3

**Back with a new chapter, not sure how many of these I'll write but I will try to keep them coming. Please review!**

Caroline was frozen with fear. The scary guy in the hood looked like he should belong in a GTA game, his teeth had shiny gold fillings and a scar down his right eye. Max tried to say something but once he showed off that blade he had in his pocket she had predicted she found it hard to form vowels. He grabbed for Caroline's purse, Caroline tugged and tugged but he ended up letting go and sending her into a pile of garbage bags. Max was convoked he had knocked her out because she wasn't getting back up. Now she was alone with this creep.

"Look, take mine, okay?", she tossed her bag of clothes a d her purse.

"Bitch, you ain't got shit!", he said as he dumped what she had inside her simple dollar store purse. Three men, the scary guy's friends came out of nowhere, another one of her predictions or weird spidey-sense powers. Caroline still wasn't moving, Max was terrified until she felt an icy chill, like something was crawling up her back. Her brain was on fire. She threw her coat aside. The men made comments about her body of course, they weren't sure what she was doing.

"This bitch about to throw down?", one laughed.

Max got serious, she wasn't playing anymore, she wasn't sure if she knew exactly what she was doing but her new instincts were taking over. She had both hands on her blouse, she ripped it open, buttons flying off and her new bodacious melons came out. All of the men were dumbfounded, they had never seen anything like this, was this girl insane or horny or both?

The leader of the sum bags couldn't get over how big the pale boobs were and yet they didn't sag, perfect gown nipples, unlike anything he had seen on any stripper or adult film star. "Man, those are the nicest tits I've ever seen in my life!" They got closer, Max wasn't done yet, she took her pants off and displayed the rest of her curves. The creep came up to her, there was no way he was passing this up, "Hey, girl, bring that big booty over here." He had his arms around her.

"You want to motorboat these bad boys?", Max asked. She grabbed the back of his head and slammed him in between the hypnotic twins. He was loving it at first until he couldn't breathe, she was suffocating him.

"Hey, let him go you stupid skank!" Max obliged, she threw his friend at him, knocking him over. The other two came lunging at Max, she attacked, spin kicking and punching them into submission. The men had no idea what was happening, this busty chick that was about a foot shorter than them was kicking their asses. They went running with their tails between their legs but not before Max gave one of them a good kick in the balls.

Caroline looked like she was coming to, she was calling Max's name. Max didn't want her to see her with her tits and ass hanging out so got dressed in a hurry and went to her aid. "What happened?", Max gave her her purse and lifted her up.

"Don't worry, they're gone now."

"I thought I saw someone fight them…a woman…she was so fast…"

"Yeah, Caroline, it was…"

"A superhero…I mean, I know they don't really exist but she was so strong!"

"Yeah, sure…she saved us. She was pretty cool", Max played along.

"I wonder who she really is."

"Who knows, maybe we'll see her very soon", Max said with some seriousness, it was pretty cool pounding on those creeps.

"We better get back to work."

"Are you sure you're okay? Maybe I should take you to the hospital just to be safe."

"Max", Caroline laughed, "I'll be fine." She held on to Max. Even though she had no clue Max was her hero, at least she still had a good chance of being in her life.

 **What do you think? Hopefully I will get to writing more soon!**


	4. Chapter 4

**Here is some more! Thank you for the reviews, keep them coming!**

Caroline told everyone in the office about what happened, or at least those who would listen. Everyone was astonished by Max in her new clothes and new look. Caroline was a little jealous, especially when Professor Michael's was showing interest. "I'm sorry, I don't believe we've met…"

"Max. Max Black." She shook his hand, she had a strong grip on his firm hand.

"Hmmm, I don't think I've ever seen you around here before. Maybe we can have coffee some time", Max was loving this attention even if it was from the blowhard who had seen her work here for years and never complimented her once.

"That sounds awesome, Professor Michaels."

"Please, call me Stan."

"You got it, Stan", she knew he was staring at her cleavage but what did she care she was trying to figure out other ways to show off more. Caroline stood by the elevators, she looked pissed, Max was getting all of this attention. Was she jealous? Max still thought she was hot, she was sure this attention from her male coworkers wouldn't last but how wrong she was.

Caroline cleared her throat, "Max, would you come with me, please?"

"Just a minute, Channing!", she called, she was loving this, everyone was coming up to her, people that would normally not look twice or at all. She said her goodbyes but they wanted her to stay but she wanted to leave them wanting more. "Sorry, I gotta go, I'm needed elsewhere!"

Caroline thought she heard someone boo and call her a blonde ho. At least she didn't have her tits hanging out. She had to admit that Max had a certain kind of glow to her, her straight jet black hair looked great, her skin was pale yet not sickly. She wasn't sure if she was wearing perfume but she smelled great. They were waiting to get to the 15th floor. Max had this smug smile on her face while Caroline was trying to keep her cool but had a cross look.

Max sat on Caroline's desk knowing it would bug her, it was fun seeing what look she had on her face, "Not there", Caroline pointed to a patient's bed, "Over there, please."

"Caroline, are you okay?"

"Doesn't it bother you, the our coworkers were treating you like that down there?"

"Are you kidding, that was awesome!" Caroline began removing Max's top, "Wow, you don't waste any time do you?"

Caroline sighed and checked Max's heartbeat with a stepascope, "Your heartbeat seems normal."

"Are you mad at me?"

"What? No, why would I be mad?"

"Are you jealous?"

Caroline was a bit disgusted by that, she had no reason to be jealous or that's what she thought, "I'm not jealous of you, Max, I don't need a double anything chest to get a man's attention."

"You do have a nice ass", Caroline was amused, "Besides I didn't mean you were jealous of me. I thought maybe you wanted to have some alone time with me."

Caroline wasn't sure if Max was joking, it was hard to tell just how serious she was, "What do you mean? Do you think I'm a lesbian?"

"No…well maybe…I really like you. Maybe we could get together more often."

"Are you seriously asking me out on a date right now?"

Max was getting more confident, it had to be the goo, she was flirty, took control and had a way with her hair to get attention. She arched an eyebrow and looked the blonde up and down. "Listen, Max, I don't really swing that way…I mean you're a beautiful woman but I couldn't…"

"You're cute when you're nervous, Professor Channing."

"Even if I was which I'm not I wouldn't date a coworker, it would be…unprofessional!"

Max shrugged it off, "Okay, whatever you say. I guess you prefer that woman who saved you, huh?"

"If you're implying I have a girl crush on her then you are dreaming."

"I bet you'll be dreaming about her tonight", Max laughed, Caroline was getting a little more agitated.

"Let's just finish this up and then you can go back to your desk."

Max knew she had her, Caroline was just mad that she was found out. Max noticed how she gropped her tits and checked out her ass; this woman seemed to really like checking her ass, Max bet she never saw a curvier ass that was why she spent so much time on it. If this mysterious woman crime fighter was something Caroline Channing was interested in then Max would have to get a costume, but what would fit her?

 **More soon!**


	5. Chapter 5

**Sorry for the long wait, get ready for some kinky** **shenanigans! Please review!**

Caroline walked the streets alone, freezing her ass off after picking up some takeout. She was still a bit irritated with Max, she had become this whole new person and was acting so childish. As she waited at the crosswalk for the walk sign she had the suspicion that someone was staring at her. Sure there were quite a few people downtown but no one's eyes were on her. There was still this weird presence like she was being spied on, she could even hear what sounded like a whisper. She couldn't wait for the light to change any longer,she stepped out, walked fast and didn't look back. Soon she was on her own as she turned into an alley, bad idea considering there was a dead end. The smell of rotten garbage and filthiness of the city's frug population wasn't helping, broken needles and other paraphernalia scattered around.

Someone jumped down in front of her, it scared her half to death, she screamed and almost lost her balance. Standing before her as a masked, large chested, spandex wearing superhero. "Y-you're her!"

"Hello, Miss", said the raven haired beauty, Caroline thought there was something familiar about her.

"W-wow,I can't believe it's really you!"

"You can come closer, I won't bite…unless you want me to", she smirked.

Caroline almost laughed, she stepped closer, she couldn't get over how curvy she was in that getup, especially her cleavage, looking as if it was about to burst out of those red tights. The super heroine thrusted them toward her. "Wow, that's some costume!"

"The costume shop didn't have anything in my side, I had to make some adjustments."

"You seem really familiar…", she squinted her eyes as it would help, she couldn't honestly tell who it was even with that silly black eye mask that didn't really hide much of anything.

"Know a lot of women like me do you?"

Caroline shook her head innocently, "No, nothing like you."

She was grabbed by the strong gloved hands of the beauty, but she did not scream, not a sound. The busty hero had her close, her breasts squeezing into her. They locked lips, she was very insistent but Caroline wasn't so sure. "I don't know about this!", she said as she was having her neck sucked. "I'm not gay…but this does feel rather nice." She kissed her back, their tongues were in each others' mouths in no time at all. She held onto Caroline tightly. "You, know, I don't even know your name", she laughed.

Neither do I", she wasn't joking, she hadn't come up with any cool superhero name yet.

"The Big Tits Avenger? Mega Boobs? Curvy Wonder Babe?"

"I've got an ass too, ya know!", she laughed.

Caroline grabbed onto the mystery woman's goods in back, incredible ass but her knockers stole the show. "Just call me Knock Out."

"Okay, Knock Out, I'm Caroline…do I give you my number if I'll need you again?"

"Don't worry, babe, I'll keep an eye out for you." She leaped onto a fire escape, almost flying but not quite. Caroline couldn't believe that she had a secret admirer who was a woman and a superhero. No one would believe her. In the coming weeks however, they did, this Knock Out was seen in all of the papers, mostly blurry pictures but they did manage to perfectly capture her figure.

Caroline slapped a newspaper down in front of Max in the break room. The headline was 'KNOCKOUT WARDROBE MALFUNCTION'.

"Your girlfriend made the paper again!"

"She is not my girlfriend", Caroline scoffed as she sat down.

"So, you really have no idea who she is?"

"Not a clue."

Max chuckled, "No women in your life that have even a slight resemblance?", she threw her hair back and pushed her chest forward.

"You're wearing a very tight tank top today, Max."

"Come on, Professor Channing!"

"What?", her tone changed once she realized who her friend was referring to, she razzed, "Oh, please! Do you ever stop?"

"I'm not showing off! Look!", she stood up and flexed her muscles. Caroline just rolled her eyes, how did she ever think she would take her serious? "Fine!", she pulled something black out of her jean pocket. She tied it around her head. A mask. Caroline was speechless, that is, at first. She stood up with her jaw hanging open, "You-You!?" What?!"

Max stood up and smiled, "So, ow about that date?" Caroline did something Max never saw coming, she reached over the table and grabbed hold of Max's nipples. She squeezed and twisted this nipples through the skimpy tank top and made the girl scream out in pain. "AHHH! FUCKKKK!"

Max retaliated by attempting the squeeze Caroline's but was pushed back and landed on the floor instead. Caroline jumped on top of her, fighting, clawing and hair pulling. Max didn't mind too much that her tank top was ripped off and she was taking a little bit of a beating, she was just glad she got Caroline out of her shirt.

"Whoa!", exclaimed Robbie, just walking into the break room, "Uh…I'll give you girls a minute."

Caroline hurried to get dressed, not even sure if what she had grabbed was either hers or Max's. "Hey, are we still on for seafood?", Max called as she ran out the door.

 **Hope you like it, I will try to write more soon. Please review!**


	6. Chapter 6

**Finale. Will Max be a hero? Find out here. I am hoping to write another story with these two, maybe something like my Guiding Max Black fic. I was thinking of Caroline as a British Nanny being forced to look after Max. Let me know what you think!**

 _"That bitch!",_ thought Caroline, storming back to her lab. She trusted Max, she thought she was her friend, now she was some ridiculously voloptuos crime fighter.

Max's nipples stung, she pressed two bags of ice from the freezer against them, "Dammit, Caroline." She didn't think she did anything wrong, clearly that woman was overreacting to her advances. Caroline Channing had her own dirty fantasies about her alter ego, she knew it.

End of the day, Caroline was nowhere to be seen but Max did see, well at first heard with her super hearing some commotion back in the loading bay like before when she cut herself on that testing tube.

"Be careful! Be careful!", she heard a familiar yet gravelly voice order. Some men much like before were moving big drum barrels. The one ordering them around was wearing a lab coat. Professor Greene. Most people never saw him, some thought he was dead or cut ties with Professor Michaels. Max wasn't sure why but she took out her phone and started filming, this all seemed so shady, what was this junk and why did it make her this way?

"Max, what do you think you're doing?", Caroline was behind Max, not aware that Professor Greene was there.

"Caroline, shhhh!"

"Don't shhh, me! What are you doing, you're not supposed to be back here!"

"Hello, ladies!", Professor Greene was standing over them, two burly men at his side.

"Professor, Greene?"

"Hello, Caroline, it has been quite some time. Thank you for helping me in my work."

"Your work, but you handed it all over to Stan."

"Ha!", he proclaimed, "Is that what everyone thinks? He stole it from me!" Caroline wasn't sure what to say to that.

"What are you doing with all of this shit?"

Professor Greene was not in the mood for Max's attitude, he had work to do, "Excuse me! This shit as you call it is my life's work. Who are you anyway?"

"My name's Max", she started to get more confident but then realized her role in all of this. "…I'm…I'm the secretary"

He laughed, "Really, I thought you were an escort."

"Burn", Caroline smiled at her.

"Now, ladies, I'm afraid you are going to have to be dealt with."

"Huh?", Caroline was really worried now.

"You've seen too much! Take care of them." The men went to grab both women. Max wasn't going to let this happen, she punched one of the men so hard he landed a few feet from her.

Professor Greene was impressed, "It's inside of you, isn't it? My, it does do wonders. Now I have a lot more to be excited about."

"What are you doing with this, Greene? Sell it for millions?"

"Try billions!"

"So you are using it as a weapon", Caroline said as the other man had a tight hold on her.

"What the hell did you think it was for?"

"Alziemhers. Old age. It could be used to help a lot of people."

"Well, after seeing her I can't imagine what dog she looked like before." Max was ready to kill him but he pulled a gun on her. "I'' be going now. Kill them, Bruce."

He drove off in the van leaving Max to help Caroline. "You have to stop him, Max!"

"Let her go…Bruce is it?"

"Fuck you, tramp!"

Max smiled and opened her top, "Have you ever seen anything like these before, Brucey Boy?", her breasts fully exposed, both Bruce and Caroline were flabbergasted at them, reacting like the first time either of them had seen boobs. With Bruce distracted , she got him away from Caroline and snapped his neck.

"Max! You didn't have to kill him!", Max had no time to think about the repercussions. She grabbed Caroline and pulled her into a kiss. "Max…Greene,,,You have to stop him!", she ordered.

"Okay, Miss Bossy."

"And don't think I'm still not mad at you."

"I'll make it up to you later, babe." Caroline rolled her eyes but she smiled knowing she totally wanted to see how she was going to do that.

Max ran after the van, catching up to it without even getting out of breath or breaking a sweat. Professor Greene was going about 75 and Max was almost touching the bumper. His other goon pointed his gun out the window, shooting at her but missing. She ran up to his door and pulled him out, sending his head crushing against the pavement. She climbed inside of the van, Greene swearing at her, "You stupid bitch!", she grabbed the wheel, "You're going to kill both of us!"

The van crashed into a storefront and burst into flames.

Caroline found Professor Michaels tied up and beaten in a closet. "I know this sounds crazy, Professor Michaels but Max is handling it."

"Max?"

Almost immideatly, Max walked in, her clothes singed from the blaze, her ass practically hanging out and underwear exposed. "Sorry, all of the drums blew up along with Greene."

"It's probably for the best. He was selling them to the highest bidder and was sloppy with my calculations. They could have hurt a lot of people, Max. You're a hero."

"Damn straight", she smiled, looking Caroline up and down.

"Now, if you'll excuse me, Professor, Caroline and I have some making up to do."

"Are you being serious right now?", Caroline folded her arms, bewildered by Max's cockiness.

Max answered her with her suave hero persona and went in close to those pink lips. Michaels of course had no idea what was happening but he wasn't going to look away. "Gonna need to borrow your closet, doc", she smiled back at him. She took Caroline into the closet and shut the door.

There was a lot of noise, a lot of clothes being teared and shouting. "Fuck! Oh yeah, Professor Channing!"

"OH! MAX! AH!"

"Yeah, you like it!"

It was almost an hour before they came out, "I could go another round, how about you?", Max was sweating but it was clear she was still horny.

Caroline was worn out. Professor Michaels looked baffled, he hadn't moved from where he was, "Professor Michaels, I'd like to perform some tests on Max here. She was exposed to the chemical and I really, really want to learn as much as I can about her abilities."

"That sounds like a…great idea."

Max never put her clothes back on after exiting the closet, she didn't seem to notice, "Does this mean I get a raise?"

"…I don't know", Professor Michaels began.

"Oh, come on, Professor", Caroline put an arm around Max and felt up that amazing rack of hers.

"Alright. But I expect a lot of work."

"Oh, don't worry, sir", Max smirked, "Say Professor, Channing, how about that date?"

"I could move some things around…"

"Good", she gave Caroline a slap on the ass and another kiss. Caroline was really enjoying this new side of Max.

"Ah!", Caroline keeled over.

"What's wrong?"

Caroline looked down at her lab coat and saw her chest expanding. Max was excited for her, this meant a whole lot more fun.

 **The End.**


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